Chrysler and Daimler-Benz Finalize Proxy Statement/Prospectus
6 August 1998
Chrysler and Daimler-Benz Finalize Proxy Statement/ProspectusAUBURN HILLS, Mich., Aug. 6 -- Chrysler Corporation and Daimler-Benz AG announced today that the Proxy Statement/ Prospectus relating to their planned business combination had been filed with the U.S. Securities and Exchange Commission and will be mailed to shareholders over the next several days. Among a wide range of legal and financial data, the proxy details two changes to the business combination agreement. First, the companies have agreed that the exchange ratio for Daimler-Benz shareholders would be increased from one DaimlerChrysler share for each Daimler-Benz share to 1.005, if the 90 percent minimum condition in DaimlerChrysler's exchange offer is satisfied. A 90 percent acceptance level is necessary to enable the combination to be accounted for as a pooling-of- interests. If pooling-of-interests accounting treatment is not obtained, the ratio would remain at one-to-one. The exchange ratio for Chrysler shareholders remains unchanged at .6235. Secondly, Chrysler and Daimler-Benz have agreed that DaimlerChrysler will issue one class of Ordinary Shares in registered format which will trade worldwide. Chrysler shareholders will receive the DaimlerChrysler Ordinary Shares as a result of the business combination rather than DaimlerChrysler American Depositary Shares as previously provided. The shareholders of Chrysler and Daimler-Benz are to vote on the planned merger in their extraordinary meetings scheduled to be held on September 18, 1998, in Wilmington, Delaware and Stuttgart, Germany, respectively. The companies expect to complete the transaction by year-end.